Allen & Overy and Linklaters win key roles on Aviva’s £5.6bn merger with Friends Life

Allen & Overy and Linklaters have been instructed to advise insurance giants Aviva and Friends Life on their proposed £5.6bn merger.

A tie-up between the two companies would create the UK’s leading insurance, savings and asset management firm by customer numbers. 

The pair agreed terms of a possible all-share deal on Friday (21 November). Under Takeover Panel rules, Aviva needs to make a firm offer by 19 December, or step back from the transaction for at least six months. 

Aviva has turned to Allen & Overy for advice, after awarding the magic circle firm a first-time spot on its core panel last year (13 May 2013). The firm has fielded a team led by corporate partner David Broadley and insurance group head Philip Jarvis. 

Meanwhile, Friends Life – known as Resolution until May – has sought advice from Linklaters on the transaction. The firm’s team is being headed by M&A partner Matthew Bland, with support from global corporate chief partner Jeremy Parr and corporate partner Victoria Sander who specialises in insurance issues. 

Both companies have also instructed Guernsey counsel as Friends Life is incorporated in the jurisdiction. 

Background to this deal

Aviva is a relatively new client for Allen & Overy, which displaced Clifford Chance as the insurer’s core panel last year. The firm now sits alongside Slaughter and May on the insurer’s plc panel, which deals with its bet-the-company transactions. 

Allen & Overy partners Broadley and Jarvis, who are leading on the Friends Life deal for the company, also led the pitch to win the coveted spot on Aviva’s plc panel. 

Linklaters has a longer-standing relationship with Friends Life, having advised Friends Provident on its £1.86bn takeover of Resolution in 2009. The firm’s then senior partner David Cheyne advised the insurer, alongside corporate partner Owen Clay (11 August 2009). 

In recent months, Linklaters has also advised Friends Life on its £40m sale of its Luxembourg-based tax planning arm Lombard to investment group Blackstone.